AGREEMENT FOR ARCHITECTURAL SERVICES · the Tahoe Truckee Unified School District, a California public school district, (“District”) an d DLR Group (“Architect”) (collectively

TTUSD # 15-37-01

AGREEMENT FOR ARCHITECTURAL SERVICES

TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

WITH

DLR GROUP

FOR

ARCHITECTURAL SERVICES FOR TRUCKEE HIGH SCHOOL

February 25, 2015

TTUSD # 15-37-01

TABLE OF CONTENTS

Article 1 Definitions ............................................................................................................... 1 Article 2 Scope, Responsibilities and Services of Architect ................................... 3 Article 3. Architect Staff ........................................................................................................ 6 Article 4 Schedule of Services ........................................................................................... 7 Article 5 Construction Cost Budget ................................................................................. 7 Article 6 Fee and Method of Payment ............................................................................ 8 Article 7 Payment for Extra Services or Changes ...................................................... 9 Article 8 Ownership of Data ............................................................................................... 9 Article 9 Termination of Contract ................................................................................... 10 Article 10 Indemnity / Architect Liability ....................................................................... 11 Article 11 Fingerprinting ....................................................................................................... 12 Article 12 Responsibilities of the District ....................................................................... 12 Article 13 Liability of District .............................................................................................. 13 Article 14 Nondiscrimination ............................................................................................... 13 Article 15 Insurance ............................................................................................................... 13 Article 16 Covenant against Contingent Fees .............................................................. 13 Article 17 Entire Agreement/Modification...................................................................... 14 Article 18 Non-Assignment of Agreement ..................................................................... 14 Article 19 Law, Venue ........................................................................................................... 14 Article 20 Alternative Dispute Resolution ...................................................................... 14 Article 21 Attorneys’ Fees.................................................................................................... 14 Article 22 Severability ........................................................................................................... 15 Article 23 Employment Status ........................................................................................... 15 Article 24 Certificate of Architect ...................................................................................... 16 Article 25 Cost Disclosure - Documents and Written Reports ............................... 16 Article 26 Notice & Communications ............................................................................... 16 Article 27 Disabled Veteran Business Enterprise Participation ……………………..17 Article 28 District’s Right to Audit .................................................................................... 17 Article 29 Other Provisions .................................................................................................. 18 Article 30 Exhibits “A” through “G” .................................................................................. 18

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EXHIBIT "A" – RESPONSIBILITIES AND SERVICES OF ARCHITECT A-1 EXHIBIT "B" – CRITERIA AND BILLING FOR EXTRA SERVICES B-1 EXHIBIT "C" – SCHEDULE OF SERVICES C-1 EXHIBIT "D" – PAYMENT SCHEDULE D-1 EXHIBIT "E" – INSURANCE REQUIREMENTS E-1 EXHIBIT “F” – ROOFING PROJECT CERTIFICATION F-1 EXHIBIT “G” – IRAN CONTRACTING ACT CERTIFICATION G-1

TTUSD # 15-37-01

AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

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AGREEMENT FOR ARCHITECTURAL SERVICES

This Agreement for Architectural Services is made as of February 25, 2015, between the Tahoe Truckee Unified School District, a California public school district, (“District”) and DLR Group (“Architect”) (collectively “Parties”), for the following project (“Project”):

Provide Architectural Services for the Truckee High School project located at 11725 Donner Pass Rd, Truckee, California. Scope of work will include Architectural Services to replace modular buildings with new construction for classrooms, science labs, elective space, and library. The modernization of existing buildings to include classrooms, common areas, theater upgrade, reconfigure performing arts, enhance girls locker room, front facade enhancement, upgrade classroom roofs for snow loads, technology upgrades, and mechanical upgrades. Site work includes parking lot additions and upgrades, ADA access compliance, upgrades to site utilities, exterior lighting, and fencing. Additional Services also include the development of the education specifications, topographic survey, boundary survey, traffic engineering and site utility locator services. Total construction budget is $42,864,900.

For and in consideration of the mutual covenants herein contained, the Parties hereto agree as follows:

Article 1. Definitions

1.1. In addition to the definitions above, the following definitions of words or phrases shall apply when used in this Agreement, including all Exhibits:

1.1.1. Agreement: The Agreement consists exclusively of this document and all identified exhibits attached and incorporated by reference.

1.1.2. Architect: The Architect identified in the first paragraph of this Agreement, including all Consultants to the Architect. The term Architect means the Design Professional in General Responsible Charge on this Project.

1.1.3. As-Built Drawings (“As-Builts”): Any document prepared and submitted by District Contractor(s) that details on a Conforming Set, the actual construction performed during the Project, including changes necessitated by Construction Change Documents and change orders, and detailed by the District’s construction contractor(s) on a Conforming Set.

1.1.4. Bid Set: The plans, drawings, and specifications that, at the end of the Construction Documents Phase, the Division of the State Architect (“DSA”) has approved and that the District can use to go out to bid, or in its Request for Qualifications/Proposals (RFQ/P), and/or for any other alternative delivery method utilized by the District for construction of the Project.

1.1.5. Conforming Set: The plans, drawings, and specifications at the end of the Contractor Selection Phase that incorporate all addenda, if any, issued during the Contractor

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Selection Phase. The Architect shall ensure that DSA has approved all revisions to the Bid Set that are incorporated onto the Conforming Set and for which DSA approval is required.

1.1.6. Construction Budget: The total amount of funds indicated by the District for the entire Project plus all other costs, including design, construction, administration, and financing.

1.1.7. Construction Change Documents (“CCD”): The documentation of changes to the DSA-approved construction documents.

1.1.8. Construction Cost Budget: The total cost to District of all elements of the Project designed or specified by the Architect, as adjusted at the end of each design phase in accordance with this Agreement. The Construction Cost Budget does not include the compensation of the Architect and the Architect’s Consultants, the cost of land, rights-of-way, financing or other costs which are the responsibility of the District, including construction management.

1.1.9. Construction Manager: The District’s representative on the Project if the District retains a construction manager, project manager, or owner’s representative.

1.1.10. Contractor: One or more licensed contractors under contract with the District for construction of all or a portion of the Project.

1.1.11. Consultant(s): Any and all consultant(s), sub-consultant(s), subcontractor(s), or agent(s) to the Architect.

1.1.12. District: The Tahoe Truckee Unified School District.

1.1.13. DSA: The Division of the State Architect.

1.1.14. Extra Services: District-authorized services outside of the scope in Exhibit “A” or District-authorized reimbursables not included in Architect’s Fee.

1.1.15. Laboratory of Record: The District-designated laboratory(ies) for testing of concrete, soils, materials, and other required testing.

1.1.16. Project: Architectural Services for Truckee High School.

1.1.17. Record Drawings: A final set of drawings prepared by the Architect that incorporates all changes from all As-Builts, sketches, details, and clarifications.

1.1.18. Service(s): All labor, materials, supervision, services, tasks, and work that the Architect is required to perform and that are required by, or reasonably inferred from, the

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Agreement, and that are necessary for the design and completion of the Project.

1.1.19. Visually Verify: To verify to the fullest extent possible by physical inspection and reasonable investigation and without any destructive action.

Article 2. Scope, Responsibilities, and Services of Architect

2.1. Architect shall render the Services described in Exhibit “A,” commencing with receipt of a written Notice to Proceed signed by the District representative. Architect’s Services will be completed in accordance with the schedule attached as Exhibit “C.”

2.2. Architect shall provide Services that shall comply with professional architectural standards, including the standard of care applicable to architects designing public school facilities and applicable requirements of federal, state, and local law, including, but not limited to, the requirements of the California Business and Professions Code, the California Education Code, and the California Code of Regulations. All persons providing professional services hereunder shall be properly licensed as required by California law.

2.3. The District intends the Project will be constructed pursuant to the Lease-Leaseback delivery method (Education Code, § 17406, et al.). District reserves its right to use alternative delivery methods and the Architect’s scope of work may be adjusted accordingly.

2.4. Architect acknowledges that all California public school districts are obligated to develop and implement the following storm water requirements, and Architect shall provide the design for the same, without limitation:

2.4.1. A municipal Separate Storm Sewer System (“MS4”). An MS4 is a system of conveyances used to collect and/or convey storm water, including, without limitation, catch basins, curbs, gutters, ditches, man-made channels, and storm drains.

2.4.2. A Storm Water Pollution Prevention Plan (“SWPPP”) that contains specific best management practices (“BMPs”) and establishes numeric effluent limitations at:

2.4.2.1. Sites where the District engages in maintenance (e.g., fueling, cleaning, repairing) of transportation activities.

2.4.2.2. Construction sites where:

2.4.2.2.1. one (1) or more acres of soil will be disturbed, or

2.4.2.2.2. the project is part of a larger common plan of development that disturbs one (1) or more acres of soil.

2.4.3. Architect shall conform its design work to the District’s storm water requirements indicated above, that are approved by the

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District and applicable to the Project, at no additional cost to the District. In addition, as required Architect shall develop a grading and drainage plan and a site plan from architectural information showing a final development of the site. This drawing will also include a horizontal and vertical control plan and a utility infrastructure plan. The Services described in this subparagraph shall be provided by a professional civil engineer who contracts with or is an employee of the Architect.

2.5. Architect shall contract for or employ at Architect’s expense, Consultant(s) to the extent deemed necessary for completion of the Project including, but not limited to: architects; mechanical, electrical, structural and civil engineers; landscapers; and interior designers, licensed as such by the State of California as part of the Basic Services under this Agreement. The names of Consultant(s) shall be submitted to the District for approval prior to commencement of Services, as indicated below. The District reserves the right to reject Architect’s use of any particular Consultant. Nothing in the foregoing procedure shall create any contractual relationship between the District and any Consultant employed by the Architect under terms of the Agreement. Architect shall require each of the Consultants retained by it to execute agreements with standard of care and indemnity provisions commensurate with this Agreement, but Architect shall remain solely responsible and liable to District for all matters covered by this Agreement.

2.6. Architect shall coordinate with District personnel or its designated representatives as may be requested and desirable, including with other professionals employed by the District for the design, coordination or management of other work related to the Project. This shall include, without limitation, coordination with State labor compliance, if any. If the Architect employs Consultant(s), the Architect shall ensure that its contract(s) with its Consultant(s) include language notifying the Consultant(s) of State labor compliance, if any.

2.7. Architect shall identify the regulatory agencies that have jurisdiction over essential building and design elements and coordinate with and implement the requirements of the regulatory agencies, including, without limitation, the California Department of Education, the Office of Public School Construction, the Department of General Services, DSA, including DSA Fire/Life Safety, DSA Access Compliance Section, DSA Structural Safety Section, the State Fire Marshal and any regulatory office or agency that has authority for review and supervision of school district construction projects.

2.7.1. If the Project is subject to DSA jurisdiction, then Architect, and its Consultants, if any, shall comply with all the DSA requirements, including without limitation, all the requirements included and/or referenced in the following forms:

2.7.2.1. Form DSA IR A-6, Construction Change Document

Submittal and Approval Process.

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2.7.2.2. Form DSA IR A-24, Construction Phase Duties of the School District, Contractor and Design Professional.

2.7.2.3. Form DSA PR 13-01, Construction Oversight Process

Procedure.

2.7.2.3.1 Each of Architect’s duties as provided in the Construction Oversight Process Procedure shall be performed timely so as not to result in any delay to the Project.

2.7.2.4. Form DSA PR 13-02, Project Certification Process.

2.8. Architect shall provide Services as required to obtain any local, state and/or federal agencies’ approval for on-site and off-site work related to the Project including review by regulatory agencies having jurisdiction over the Project.

2.9. Architect shall direct and monitor the work of the District’s DSA project inspector(s) (“Project Inspector(s)”) and the Laboratory of Record. Architect shall provide code required supervision of special inspectors not provided by the Laboratory of Record.

2.10. Architect shall give efficient supervision to Services, using its best skill and attention. Architect shall carefully study and compare all contract documents, drawings, specifications, and other instructions (“Contract Documents”) and shall at once report to District, Construction Manager, and Contractor, any error, inconsistency, or omission that Architect or its employees may discover, in writing, with a copy to District's Project Inspector(s). Architect shall have responsibility for discovery of errors, inconsistencies, or omissions.

2.11. Architect recognizes that the District may obtain the services of a Construction Manager and that Architect may have to assume certain coordination and management responsibilities, including tracking Requests for Information (“RFI”), providing RFI responses, and leading all coordination meetings between the District, Project Inspectors, and Contractors on the Project. The District reserves the right to retain the services of a Construction Manager at any time. The Construction Manager, if any, shall be authorized to give Architect Services authorizations and issue written approvals and notices to proceed on behalf of District. The District reserves the right to designate a different Construction Manager at any time. Any task, including, but not limited to, reviews or approvals that the District may perform pursuant to this Agreement may be performed by the Construction Manager, unless that task indicates it shall be performed by the Governing Board of the District. In addition, the District may have a constructability review of Architect’s design documents. Architect shall conform any design documents to the constructability review as part of the Services under this Agreement and shall not be entitled to any compensation as Extra Services for this activity.

2.12. Architect shall provide computer-generated pictures downloaded to computer files, updated as requested by the District, that the District may use on its website.

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2.13. As part of the basic Services pursuant to this Agreement, Architect is not responsible for:

2.13.1. Ground contamination or hazardous material analysis.

2.13.2. Any asbestos and/or lead testing, design or abatement; however, it shall coordinate and integrate its work with any such information provided by District.

2.13.3. Compliance with the California Environmental Quality Act (“CEQA”), except that Architect agrees to coordinate its work with that of any CEQA consultants retained by the District, to provide current elevations and schematic drawings for use in CEQA compliance documents, and to incorporate any mitigation measures adopted by the District into the Project design at no additional cost to the District.

2.13.4. Historical significance report.

2.13.5. Soils investigation.

2.13.6. Geotechnical hazard report, except as indicated in Exhibit “A.”

Article 3. Architect Staff

3.1. The Architect has been selected to perform the Services herein because of the skills and expertise of key individuals.

3.2. The Architect agrees that the following key people in Architect’s firm shall be associated with the Project in the following capacities:

Principal In Charge: Jon Anderson

Project Manager/Project Designer: Gary Gery

Snow Design Advisor: Bob Binder

Educational Designer: Brett Hobza

Project Designer: Chris Brown

Project Architect: Alisa Cota

Project Coordination: Brian Brown

Major Consultants:

Electrical: The Engineering Enterprise

Mechanical: Capital Engineering Consultants, Inc.

Structural: CYS Structural Engineers

Civil: Warren Consulting Engineers, Inc.

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3.3. Architect shall not change any of the key personnel listed above without prior written approval by the District, unless said personnel cease to be employed by Architect. In either case, the District shall be allowed to interview and approve replacement personnel.

3.4. If any designated lead or key person fails to perform to the satisfaction of the District, then upon written notice Architect shall have five (5) calendar days to remove that person from the Project and replace that person with one acceptable to the District. All lead or key personnel for any Consultant must also be designated by the Consultant and are subject to all conditions stated in this paragraph.

3.5. Architect represents that Architect has no existing interest and will not acquire any interest, direct or indirect, which could conflict in any manner or degree with the performance of Services required under this Agreement and that no person having any such interest shall be employed by Architect.

3.6. Architect shall comply with Education Code section 17302(a) and agrees that any plans and/or specifications included in the Services shall be prepared under the supervision of licensed personnel, and that licensed personnel shall be in “responsible charge” of persons who observe the construction.

Article 4. Schedule of Services

Architect shall commence Services under this Agreement upon receipt of a written Notice to Proceed and shall prosecute the Services diligently as described in Exhibit “A,” so as to proceed with and complete the Services in compliance with the schedule in Exhibit “C.” Time is of the essence and failure of Architect to perform Services on time as specified in this Agreement is a material breach of this Agreement. It shall not be a material breach if a delay is beyond the Architect’s or Architect’s Consultant(s)’ reasonable control.

Article 5. Construction Cost Budget

5.1. Architect hereby accepts the District’s established Construction Cost Budget and Project scope. In accordance with Exhibit “A,” the Architect shall have responsibility to further develop, review, and reconcile the Construction Cost Budget for the District at the beginning of the Project and at the completion of each design phase. The District and Construction Manager shall also have responsibility to develop, review, and reconcile the Construction Cost Budget with the Architect.

5.2. Architect shall complete all Services as described in Exhibit “A,” including all plans, designs, drawings, specifications and other Contract Documents, so that the cost to construct the work designed by the Architect will not exceed the Construction Cost Budget, as adjusted subsequently with the District’s written approval. Architect shall maintain cost controls throughout the Project to deliver the Project within the Construction Cost Budget.

5.3. The District may, in its sole discretion, do one, or a combination, of the following if any of the events in Article 5.4 occur:

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5.3.1. Give Architect written approval on an agreed adjustment to the Construction Cost Budget.

5.3.2. Authorize Architect to re-negotiate, when appropriate, and/or re-bid, and/or seek additional proposals for, the Project within three (3) months time of receipt of bids and/or responses to the RFP/Q (exclusive of District and other agencies’ review time) at no additional cost to the District.

5.3.3. Terminate this Agreement if the Project is abandoned by the District, without further obligation by either party.

5.3.4. Within three (3) months time of receipt of bids and/or responses to the RFQ/P, instruct Architect to revise the drawings and specifications (in scope and quality as approved by the District) to bring the Project within the Construction Cost Budget for re-bidding and/or seeking additional proposals at no additional cost to the District.

5.4. If any of the following events occur, the District may exercise any one, or any combination, of the actions set forth in Article 5.3 above:

5.4.1. The lowest responsive base bid or negotiated guaranteed maximum price received is in excess of five percent (5%) of the Construction Cost Budget; or

5.4.2. If the combined total of base bid or negotiated guaranteed maximum price and all additive alternates come in ten percent (10%) or more under the Construction Cost Budget; or

5.4.3. If the Construction Cost Budget increases in phases subsequent to the Schematic Design Phase due to reasonably foreseeable changes in the condition of the construction market in the county in which the District is located, in so far as these have not been caused by Acts of God, earthquakes, strikes, war, or energy shortages due to uncontrollable events in the world economy.

Article 6. Fee and Method of Payment

6.1. The District shall pay Architect for all Services contracted for under this Agreement an amount equal to the following (“Fixed Fee”):

An amount equal to Three Million Two Hundred Eighty-Three Thousand Nine Hundred Forty-Two Dollars ($3,283,942) based on the rates set forth in Exhibit “D”

6.2. The District shall pay Architect the following fee for all reimbursables incurred in connection with providing the Services (“Reimbursables”) an amount not to exceed Sixty-Five Thousand Dollars ($65,000).

6.3. The District shall pay Architect Fee and Reimbursables pursuant to the provisions of Exhibit “D.”

6.4. Architect shall bill its work under this Agreement in accordance with Exhibit “D.”

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6.5. No increase in Fee will be due from CCDs and/or change orders generated during the construction period to the extent caused by Architect’s error or omission.

6.6. The Architect’s Fee set forth in this Agreement shall be full compensation for all of Architect’s Services incurred in the performance hereof as indicated in Exhibit “D.”

6.7. Regardless of the structure of Architect’s Fee, the Architect’s Fee may be adjusted downward if the Scope of Services of this Agreement is reduced by the District in accordance with this Agreement.

Article 7. Payment for Extra Services or Changes

Any charges for Extra Services shall be paid by the District as described in Exhibit “B” only upon certification that the claimed Extra Service was authorized as indicated herein and that the Extra Services have been satisfactorily completed. If any service is done by Architect without prior written authorization by the Construction Manager or the District’s authorized representative, the District will not be obligated to pay for such service. The foregoing provision notwithstanding, Architect will be paid by the District as described in Exhibit “B” for Extra Services that the Construction Manager or the District’s authorized representative verbally requests, provided that Architect confirms such request in writing pursuant to the notice requirements of this Agreement, and proceeds with such Extra Services not earlier than two (2) business days after the District receives confirmation of the request from the Architect.

Article 8. Ownership of Data

8.1. Pursuant to Education Code section 17316, this Agreement creates a non-exclusive and perpetual license for the District to use, at its discretion, all plans including, but not limited to, record drawings, specifications, estimates and other documents that Architect or its Consultants prepare or cause to be prepared pursuant to this Agreement.

8.2. Architect retains all rights to all copyrights over designs and other intellectual property embodied in the plans, record drawings, specifications, estimates, and other documents that Architect or its Consultants prepare or cause to be prepared pursuant to this Agreement.

8.3. Architect shall perform the Services and prepare all documents under this Agreement with the assistance of Computer Aided Design Drafting Technology (“CADD”) (e.g., AutoCAD) and/or Building Information Modeling Technology (“BIM”). Architect shall deliver to District, on request, the tape and/or compact disc format and the name of the supplier of the software/hardware necessary to use the design file. As to any drawings that Architect provides in a CADD and/or BIM file format, the District acknowledges that anomalies and errors may be introduced into data when it is transferred or used in a computer environment, and that the District should rely on hard copies of all documents.

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8.4. In order to document exactly what CADD and/or BIM information was given to the District, Architect and District shall each date and sign a "hard" copy of reproducible documents that depict the information at the time Architect produces the CADD and/or BIM information. The District agrees to release Architect from all liability, damages, and/or claims that arise due to any changes made to this information by anyone other than Architect or its Consultant(s) subsequent to it being given to the District.

8.5. Following the termination of this Agreement, for any reason whatsoever, Architect shall promptly deliver to the District upon written request and at no cost to the District the following items (hereinafter “Instruments of Service”), which the District shall have the right to utilize in any way permitted by statute:

8.5.1. One (1) set of the Contract Documents, including the requirements for bidding or other delivery method, specifications, and all existing cost estimates for the Project, in hard copy, reproducible format.

8.5.2. One (1) set of fixed image CADD and/or BIM files of the drawings that are part of the Contract Documents.

8.5.3. One (1) set of non-fixed image CADD and/or BIM drawing files of the site plan, floor plans (architectural, plumbing, structural, mechanical and electrical), roof plan, sections and exterior elevations of the Project.

8.5.4. All finished or unfinished documents, studies, reports, calculations, drawings, maps, models, photographs, technology data and reports prepared by the Architect under this Agreement.

8.5.5. The obligation of Section 8.5 of this Agreement shall survive the termination of this Agreement for any reason whatsoever.

8.6. In the event the District changes or uses any fully or partially completed documents without Architect’s knowledge or participation or both, the District agrees to release Architect of responsibility for such changes, and shall hold Architect harmless from and against any and all claims on account of any damages or losses to property or persons, or economic losses, arising out of that change or use, unless Architect is found to be liable in a forum of competent jurisdiction. In the event that the District uses any fully or partially completed documents without the Architect’s full involvement, the District shall remove all title blocks and other information that might identify Architect and its Consultants.

Article 9. Termination of Contract

9.1. If Architect fails to perform Architect’s duties to the satisfaction of the District, or if Architect fails to fulfill in a timely and professional manner Architect’s material obligations under this Agreement, or if Architect shall violate any of the material terms or provisions of this Agreement, the District shall have the right to terminate this

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Agreement, in whole or in part, effective immediately upon the District giving written notice thereof to the Architect. In the event of a termination pursuant to this subdivision, Architect may invoice the District for all Services performed until the notice of termination, but the District shall have the right to withhold payment and deduct any amounts equal to the District’s costs because of Architect’s actions, errors, or omissions that caused the District to terminate the Agreement.

9.2. District shall have the right in its sole discretion to terminate the Agreement for its own convenience. In the event of a termination for convenience, Architect may invoice District and District shall pay all undisputed invoice(s) for Services performed until the District’s notice of termination.

9.3. Except as indicated in this Article, termination shall have no effect upon any of the rights and obligations of the Parties arising out of any transaction occurring prior to the effective date of such termination.

9.4. Architect has the right to terminate this Agreement if the District does not fulfill its material obligations under this Agreement. Such termination shall be effective thirty (30) days after receipt of written notice from Architect to the District. Architect may invoice the District and the District shall pay all undisputed invoice(s) for Services performed until Architect’s notice of termination.

9.5. If, at any time in the progress of the Design of the Project, the Governing Board of the District determines that the Project should be terminated, Architect, upon written notice from the District of such termination, shall immediately cease Services on the Project. The District shall pay Architect only the fee associated with the Services provided since the last invoice that has been paid and up to the notice of termination.

9.6. If the District suspends the Project for more than one hundred twenty (120) consecutive days, Architect shall be compensated for Services performed prior to notice of that suspension. When the Project is resumed, the schedule shall be adjusted and Architect’s compensation shall be equitably adjusted to provide for expenses incurred in the resumption of the Architect’s Services. If the District suspends the Project for more than two (2) years, Architect may terminate this Agreement by giving written notice.

Article 10. Indemnity/Architect Liability

10.1. To the furthest extent permitted by California law, Architect shall defend, indemnify, and hold free and harmless the District, its Governing Board, agents, representatives, officers, consultants, employees, trustees, and volunteers (“the Indemnified Parties”) from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity (“Claim”) that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Architect, its officers, employees, subcontractors, consultants, or agents.

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10.2. Architect shall pay and satisfy any judgment, award, or decree that may be rendered against the Indemnified Parties in any Claim. Architect’s obligation pursuant to Article 10.1 includes reimbursing the District for the cost of any settlement paid by the Indemnified Parties and for any and all fees and costs, including but not limited to legal fees and costs, expert witness fees, and consultant fees, incurred by the Indemnified Parties in the defense of any Claim(s) and to enforce the indemnity herein. Architect’s obligation to indemnify shall not be restricted to insurance proceeds. District shall also have the right to accept or reject any legal representation that Architect proposes to defend the Indemnified Parties.

10.3. District may withhold any and all costs that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Architect from amounts owing to Architect.

10.4. The Architect agrees to pay the Owner consequential damages for claims, disputes or other matters in question arising out of or relating to the subject matter of this Agreement, provided that the amount paid by the Architect for consequential damages shall be limited to the insurance coverages of the Architect under the Architect’s Professional Liability and General Liability insurance policies in effect for the Project before any reduction from such coverages for applicable legal/defense fees on behalf of the insurance carrier or the Architect.

Article 11. Fingerprinting

Pursuant to Education Code section 45125.2, the District has determined on the basis of scope of Services in this Agreement, that Architect, its Consultants and their employees will have only limited contact with pupils at most. Architect shall promptly notify the District in writing of any facts or circumstances which might reasonably lead the District to determine that contact will be more than limited as defined by Education Code section 45125.1(d).

Article 12. Responsibilities of the District

12.1. The District shall examine the documents submitted by the Architect and shall render decisions so as to avoid unreasonable delay in the process of the Architect’s Services.

12.2. The District shall verbally or in writing advise Architect if the District becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect’s documents. Failure to provide such notice shall not relieve Architect of its responsibility therefore, if any.

12.3. Unless the District and Architect agree that a hazardous materials consultant shall be a Consultant of the Architect, the District shall furnish the services of a hazardous material consultant or other consultants when such services are requested in writing by Architect and deemed necessary by the District or are requested by the District. These services shall include: asbestos and lead paint survey; abatement documentation; and specifications related to said matters, which are to be incorporated into Contract Documents prepared by Architect. If the hazardous materials consultant is furnished by the

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District and is not a Consultant of the Architect, the specifications shall include a note to the effect that the hazardous materials consultant’s specifications are included in the Architect’s Contract Documents for the District’s convenience and have not been prepared or reviewed by the Architect. The note shall also direct questions about the hazardous materials consultant’s specifications related to asbestos and lead paint survey and/or abatement documentation to the preparer of the hazardous materials consultant’s specifications.

Article 13. Liability of District

13.1. Other than as provided in this Agreement, District’s financial obligations under this Agreement shall be limited to the payment of the compensation provided in this Agreement. Notwithstanding any other provision of this Agreement, in no event shall District be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with this Agreement or the Services performed in connection with this Agreement.

13.2. District shall not be responsible for any damage to persons or property as a result of the use, misuse or failure of any equipment used by Architect, or by its employees, even though such equipment be furnished or loaned to Architect by District.

Article 14. Nondiscrimination

14.1. Architect agrees that no discrimination shall be made in the employment of persons under this Agreement because of the race, national origin, ancestry, religion, age, physical or mental disability, sex, or sexual orientation of such person.

14.2. Architect shall comply with any and all applicable regulations and laws governing nondiscrimination in employment.

Article 15. Insurance

15.1. Architect shall comply with the insurance requirements for this Agreement, set forth in Exhibit “E.”

15.2. Architect shall provide certificates of insurance and endorsements to District prior to commencement of the work of this Agreement as required in Exhibit “E.”

Article 16. Covenant against Contingent Fees

Architect warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Architect, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Architect, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent on or resulting from the award or making of this Agreement. For breach or violation of this warranty, the District shall have the right to annul this Agreement without liability, or in its discretion, to

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deduct from the contract price or consideration or to recover the full amount of such fee, commission, percentage fee, gift, or contingency.

Article 17. Entire Agreement/Modification

This Agreement, including the Exhibits attached hereto, supersedes all previous contracts and constitutes the entire understanding of the Parties hereto. Architect shall be entitled to no other benefits than those specified herein. No changes, amendments or alterations shall be effective unless in writing and signed by both Parties. Architect specifically acknowledges that in entering this Agreement, Architect relies solely upon the provisions contained in this Agreement and no others.

Article 18. Non-Assignment of Agreement

In as much as this Agreement is intended to secure the specialized Services of the Architect, Architect may not assign, transfer, delegate or sublet any interest therein without the prior written consent of District and any such assignment, transfer, delegation or sublease without the District’s prior written consent shall be considered null and void. Likewise, District may not assign, transfer, delegate or sublet any interest therein without the prior written consent of Architect and any such assignment, transfer, delegation or sublease without Architect’s prior written consent shall be considered null and void.

Article 19. Law, Venue

19.1. This Agreement has been executed and delivered in the State of California and the validity, enforceability and interpretation of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California.

19.2. To the fullest extent permitted by California law, the county in which the District administration office is located shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.

Article 20. Alternative Dispute Resolution

All claims, disputes or controversies arising out of, or in relation to the interpretation, application or enforcement of this Agreement may be decided through mediation as the first method of resolution. If this method proves unsuccessful, then all claims, disputes or controversies as stated above may be decided through arbitration, if agreed to in writing by all Parties.

Article 21. Attorneys’ Fees

In the event either party shall bring any action or legal proceeding for damages for any alleged breach of any provision of or performance under this Agreement, to terminate this Agreement, or to enforce, protect or establish any term or covenant of this Agreement or right or remedy of either party, the prevailing party shall be entitled to recover, as a part of the action or proceeding, reasonable attorneys' fees and court costs, including consultants’ fees, attorneys' fees and costs for appeal, as may be fixed by the court. The term "prevailing party" shall mean the party who received substantially the

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relief requested, whether by settlement, dismissal, summary judgment, judgment, or otherwise.

Article 22. Severability

If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.

Article 23. Employment Status

23.1. Architect shall, during the entire term of Agreement, be an independent contractor and nothing in this Agreement is intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the District to exercise discretion or control over the professional manner in which Architect performs the Services that are the subject matter of this Agreement; provided always, however, that the Services to be provided by Architect shall be provided in a manner consistent with all applicable standards and regulations governing such Services.

23.2. Architect understands and agrees that Architect’s personnel are not and will not be eligible for membership in or any benefits from any District group plan for hospital, surgical or medical insurance or for membership in any District retirement program or for paid vacation, paid sick leave or other leave, with or without pay or for other benefits which accrue to a District employee.

23.3. Should the District, in its discretion, or a relevant taxing authority such as the Internal Revenue Service or the State Employment Development Department, or both, determine that Architect, or any employee or Consultant of Architect, is an employee of the District for purposes of collection of any employment taxes, the amounts payable under this Agreement shall be reduced by amounts equal to both the employee and employer portions of the tax due (and offsetting any credits for amounts already paid by Architect which can be applied against this liability). The District shall then forward those amounts to the relevant taxing authority.

23.4. Should a relevant taxing authority determine a liability for past services performed by Architect for the District, upon notification of such fact by the District, Architect shall promptly remit such amount due or arrange with the District to have the amount due withheld from future payments to Architect under this Agreement (again, offsetting any amounts already paid by Architect which can be applied as a credit against such liability).

23.5. A determination of employment status pursuant to the preceding two (2) paragraphs shall be solely for the purposes of the particular tax in question, and for all other purposes of this Agreement, Architect shall not be considered an employee of the District. Notwithstanding the foregoing, should any court, arbitrator, or administrative authority determine that Architect is an employee for any other purpose, then Architect agrees to a reduction in District’s liability resulting from this

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Agreement pursuant to principles similar to those stated in the foregoing paragraphs so that the total expenses of District under this Agreement shall not be greater than they would have been had the court, arbitrator, or administrative authority determined that Architect or its employees of Consultants was not an employee.

23.6. Nothing in this Agreement shall operate to confer rights or benefits on persons or entities not a party to this Agreement.

Article 24. Certificate of Architect

24.1. Architect certifies that the Architect is properly certified or licensed under the laws and regulations of the State of California to provide the professional services that it has herein agreed to perform.

24.2. Architect certifies that it is aware of the provisions of the California Labor Code that require every employer to be insured against liability for workers compensation or to undertake self-insurance in accordance with the provisions of that code, and it certifies that it will comply with those provisions before commencing the performance of the Services of this Agreement.

24.3. Architect certifies that it is aware of the provisions of California Labor Code and California Code of Regulations that require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). Since the Architect is performing Services as part of a “public works” or “maintenance” project, and since the total compensation is one thousand dollars ($1,000) or more, the Architect agrees to fully comply with and to require its Consultant(s) to fully comply with all requirements of the Prevailing Wage Laws.

Article 25. Cost Disclosure - Documents and Written Reports

Architect shall be responsible for compliance with California Government Code section 7550, if the total cost of the Contract is over five thousand dollars ($5,000).

Article 26. Notice & Communications

Notices and communications between the Parties to this Agreement may be sent to the following addresses:

District: Tahoe Truckee Unified School District 11603 Donner Pass Road Truckee, CA 96161 ATTN: Mark Button [email protected]

Architect: DLR Group 1050 20th Street, Suite 250 Sacramento, CA 95811 ATTN: Jon Anderson, AIA [email protected]

Any notice personally given shall be effective upon receipt. Any notice sent by facsimile shall be effective the day after transmission. Any notice sent by overnight delivery service shall be effective the day after delivery. Any notice given by mail shall be effective five (5) days after deposit in the United States mail.

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Article 27. Disabled Veteran Business Enterprise Participation

Pursuant to section 17076.11 of the Education Code, the District has a participation goal for disabled veteran business enterprises (“DVBEs”) of at least three percent (3%), per year, of funds expended each year by the District on projects that use funds allocated by the State Allocation Board pursuant to the Leroy F. Greene School Facilities Act (the “Act”). This Project may use funds allocated under the Act. Therefore, to the extent feasible and pertaining to future hiring, Architect, before it executes the Agreement, shall provide to the District certification of compliance with the procedures for implementation of DVBE contracting goals, appropriate documentation identifying the amount(s) intended to be paid to DVBEs in conjunction with the contract, and documentation demonstrating Architect’s good faith efforts to meet these goals.

Article 28. District’s Right to Audit

28.1. District retains the right to review and audit, and the reasonable right of access to Architect’s and any Consultant’s premises to review and audit the Architect’s compliance with the provisions of this Agreement (“District’s Right”). The District’s Right includes the right to inspect, photocopy, and to retain copies, outside of Architect’s premises, of any and all Project-related records and other information with appropriate safeguards, if such retention is deemed necessary by the District in its sole discretion. The District shall keep this information confidential, as allowed by applicable law.

28.2. The District’s Right includes the right to examine any and all books, records, documents and any other evidence of procedures and practices that the District determines is necessary to discover and verify whether Architect is in compliance with all requirements of this Agreement.

28.3. If there is a claim for additional compensation or for Extra Services, the District’s Right includes the right to examine books, records, documents, and any and all other evidence and accounting procedures and practices that the District determines is necessary to discover and verify all direct and indirect costs, of whatever nature, which are claimed to have been incurred, or anticipated to be incurred.

28.4. Architect shall maintain complete and accurate records in accordance with generally accepted accounting practices in the industry. Architect shall make available to the District for review and audit all Project-related accounting records and documents and any other financial data. Upon District’s request, Architect shall submit exact duplicates of originals of all requested records to the District.

28.5. Architect shall include audit provisions in any and all of its subcontracts, and shall ensure that these sections are binding upon all Consultants.

EXHIBIT "A"

RESPONSIBILITIES AND SERVICES OF ARCHITECT

TABLE OF CONTENTS

A. SCOPE OF PROJECT ................................................................................................... 1 B. BASIC SERVICES ........................................................................................................ 1 C. PRE-DESIGN AND START-UP SERVICES ........................................................... 4 D. SCHEMATIC DESIGN PHASE ................................................................................... 9 E. DESIGN DEVELOPMENT PHASE ........................................................................... 13 F. CONSTRUCTION DOCUMENTS PHASE .............................................................. 17 G. CONTRACTOR SELECTION PHASE ...................................................................... 24 H. CONSTRUCTION ADMINISTRATION PHASE ................................................... 25 I. CLOSE OUT PHASE ................................................................................................... 29 J. MEETINGS / SITE VISITS / WORKSHOPS ....................................................... 30

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EXHIBIT A Page A - 1 AGREEMENT FOR ARCHITECTURAL SERVICES SCOPE AND BASIC SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

EXHIBIT "A"

RESPONSIBILITIES AND SERVICES OF ARCHITECT Architect shall provide all professional services necessary for completing the following: A. SCOPE OF PROJECT

1. Provide Architectural Services for the Truckee High School project located at 11725 Donner Pass Rd, Truckee, California. Scope of work will include Architectural Services to replace modular buildings with new construction for classrooms, science labs, elective space, and library. The modernization of existing buildings to include classrooms, common areas, theater upgrade, reconfigure performing arts, enhance girls locker room, front facade enhancement, upgrade classroom roofs for snow loads, technology upgrades, and mechanical upgrades. Site work includes parking lot additions and upgrades, ADA access compliance, upgrades to site utilities, exterior lighting, and fencing. Additional Services also include the development of the education specifications, topographic survey, boundary survey, traffic engineering and site utility locator services.

2. Total Construction Budget: $42,864,900

B. BASIC SERVICES

Architect agrees to provide the Services described below:

1. Architect shall be responsible for the professional quality and technical accuracy of all studies, reports, projections, master plans, designs, drawings, specifications and other services furnished by Architect under the Agreement as well as coordination with all master plans, studies, reports and other information provided by District. Architect shall, without additional compensation, correct or revise any errors or omissions in its studies, reports, projections, master plans, design, drawings, specifications and other Services.

2. Architect will use all due care and diligence to confirm that its plans and

specifications and all other information provided by or on behalf of the District to potential builders and/or respondents to a RFQ/P discloses and publishes any potentially relevant information that could, in any way, have an impact on a Contractor's cost of performance. Architect shall advise the District of the most effective methods of identifying and securing such information as part of each stage of design. Architect shall track for District's benefit all such suggested and disclosed information.

3. Architect shall coordinate with Program Manager and/or Construction Manager(s), as

applicable, to provide direction and planning to ensure the Project adheres to applicable environmental requirements such as those emanating from the Environmental Protection Agency (“EPA”), Cal/EPA, the California Environmental Quality Act (“CEQA”), Air Quality Management District and State of California and Regional Water Quality Control Board laws, regulations and rules. In addition, Architect shall coordinate with the District’s CEQA consultant as required to obtain all necessary permits. Architect shall coordinate with Program Manager to comply with, and ensure that all Consultants, all Construction Managers, all Contractors and their

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subcontractors and design professionals and their subconsultants comply with, any storm water pollution prevention plans, other storm water management program and other environmental impact mitigation requirements that are approved by the District and applicable to the Project, at no additional cost to the District.

4. The District shall provide all information available to it to the extent the information

relates to Architect’s scope of work. This information shall include, if available,

a. Physical characteristics;

b. Legal limitations and utility locations for the Project site(s);

c. Written legal description(s) of the Project site(s);

d. Grades and lines of streets, alleys, pavements, and adjoining property and structures;

e. Adjacent drainage;

f. Rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions,

and boundaries and contours of the Project site(s);

g. Locations, dimensions and necessary data with respect to existing buildings, other improvements and trees;

h. Information concerning available utility services and lines, mechanical and other

services, both public and private, above and below grade, including inverts and depths;

i. Surveys, reports, as-built drawings, record drawings; and

j. Subsoil data, chemical data, and other data logs of borings.

Architect shall visually verify this information and all existing Project utilities, including capacity, and document the location of existing utility lines, telephone, water, sewage, storm drains and other lines on or around the Project to the extent determinable by the documents provided by the District. If Architect determines that the information or documentation the District provides is insufficient for purposes of design or if Architect requires a topographical survey; geotechnical report; structural, mechanical, and/or chemical tests; tests for air and/or water pollution; test borings; test pits; determinations of soil bearing values; percolation tests; ground corrosion tests; resistivity tests; tests for hazardous materials; tests for anticipating subsoil conditions; and/or other information that the District has not provided, the Architect shall request that the District acquire that information at the soonest possible time after Architect becomes aware that this additional information is needed. If the Parties mutually agree, this additional information and service shall be procured through the Architect, who may invoice the District for those services as Extra Services.

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5. Technology Backbone. Architect shall be responsible for the coordination of the design and the layout of the technology backbone system with the District’s technology consultant, and lay out any included technology backbone system. The coordination effort shall include location and routing of raceways, conduits and outlets and the required spaces to accommodate electrical, data and communication wiring. Architect and Consultant(s) shall prepare and be responsible for documents prepared by the Architect based on the information provided by the District’s technology consultant as appropriate to the level of design completion.

6. Interior Design. Architect shall provide interior design and other similar services

required for or in connection with selection and color coordination of materials. Architect is required to coordinate the placement of furniture, equipment layout, or schematic space allocation. The District shall procure furnishings and moveable equipment. Architect shall advise the District on lead times and availability of all Project equipment, materials, supplies, and furnishings to ensure that all of these will be available to the District in a timely fashion so as not to delay the Project and/or the District’s beneficial occupancy of the Project.

7. District Standards. Architect shall incorporate into its work and the work of all

Consultants the adopted District standards for facilities and construction.

8. High Performance Schools. If the District adheres to the Collaborative for High Performance School (“CHPS”) Best Practice Standards, the Services provided by the Architect shall incorporate the CHPS Best Practice Standards and criteria to the extent feasible.

9. Mandatory Assistance. If a third party dispute or litigation, or both, arises out of,

or relates in any way to the Services provided under this Agreement, upon the District's request, the Architect, its agents, officers, and employees agree to assist in resolving the dispute or litigation. Architect's assistance includes, but is not limited to, providing professional consultations, attending mediations, arbitrations, depositions, trials or any event related to the dispute resolution and/or litigation (“Mandatory Assistance”).

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EXHIBIT A Page A - 4 AGREEMENT FOR ARCHITECTURAL SERVICES PRE-DESIGN AND START-UP SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

C. PRE-DESIGN AND START-UP SERVICES

1. Project Initiation

Upon final execution of the Agreement with the District, Architect shall: a. Within the first week following execution of the Agreement, review the proposed

Schedule of Services set forth in Exhibit “C” to the Agreement and prepare a detailed scope of work list and work plan for documentation in a computer-generated Project schedule to the District’s satisfaction. This scope of work list and work plan will identify specific tasks including, but not limited to: interviews, data collection, analysis, report preparation, planning, architectural programming, concepts and schematic design preparation and estimating that are part of the work of the Project. Architect shall also identify milestone activities or dates, specific task responsibilities, required completion times necessary for review and approval by the District and by all regulatory agencies and additional definition of deliverables.

b. Review the developed work plan with the District and its representatives to

familiarize them with the proposed tasks and schedule and develop necessary modifications.

2. Development of Educational Specifications

Architect shall develop Educational Specifications. At minimum, these shall include the following (if applicable): a. Part I - Project Description

(1) Introduction (project justification and rationale). (2) The Community. (3) School Board Policies. (4) Educational Program. (5) Staff Support. (6) Scope of Work and Enrollment Projections. (7) Budget. (8) Schedule.

b. Part II - Project Design Factors

(1) Building Design Concepts. (a) Single Story Versus Multistory Building. (b) Compact Building Versus Detached, Campus Style. (c) Open or Closed Campus. (d) Enrollment. (e) Phasing. (f) Integration of Portables. (g) Community use. (h) Joint Ventures with Other Agencies. (i) Multitrack year-round schedule. (j) Curriculum concepts.

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(2) Building Systems. (a) Acoustics. (b) Building Support Spaces. (c) Cleanliness and Health. (d) Climate Control. (e) Electrical. (f) Electronics. (g) Fire/Life Safety Systems. (h) Handicapped Access. (i) Lighting. (j) Public Access. (k) Safety. (l) Security. (m) Signage. (n) Structural. (o) Utilities.

(3) Site Considerations (a) Landscaping (Ecology: Learning Landscapes/Garden Projects. (b) Playfields. (c) Parking and Traffic Circulation. (d) Policies. (e) Security. (f) Unique Site Conditions. (g) Utilities.

c. Part III - Activity-Area Requirements

(1) Name of Activity Area. (2) Program Philosophy/Goals/Expected Outcomes. (3) Curriculum/Anticipated Use. (4) Discernible Trends/Innovations/Experimental Ideas/Other Planned

Uses. (5) General Requirements/Grouping and Adjacency Considerations. (6) Space Requirements. (7) Individual Space Description: Micro environmental needs:

(a) Name of Space. (b) Activities. (c) Acoustical. (d) Cabinetry/Built-in Casework. (e) Ceiling. (f) Communications/Technology. (g) Display Spaces. (h) Doors. (i) Electrical. (j) Fencing. (k) Floors. (l) Furniture and Equipment. (m) Gas and Air. (n) Handicapped Access. (o) Heating/Cooling/Ventilation. (p) Lighting. (q) Parking. (r) Safety.

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(s) Security. (t) Service Drives. (u) Walls. (v) Water. (w) Windows. (x) Writing Surface. (y) Other Needs.

d. Part IV - Summary of Area Relationships

(1) Lists and Diagrams/Sample Bubble Diagrams. (2) Facility Space Relationships.

(a) Adjacencies. (b) Views. (c) Isolation from One Another.

e. Part V - Summary of Space Requirements

(1) List of Requirements. (2) Relationship to Architectural Services Contract (Design Development

Phase). (3) California State School Building Program Requirements.

3. Development of Architectural Program

Architect shall prepare for the District’s review an architectural program as follows:

a. Perform pre-design investigations to establish appropriate guidelines around

which and within which the Project is to be designed. Identify design issues relating to functional needs, directives and constraints imposed by regulatory codes. Review all data pertinent to the Project including survey, site maps, geotechnical reports and recommendations, soil testing results reports, and pertinent historical data, and other relevant information provided by District.

b. Review DSA codes pertaining to the proposed Project design.

c. Identify design issues relating to functional needs, directives and constraints

imposed by applicable regulatory codes.

d. Based on survey and topography data provided by the District, input into computer and develop existing conditions base for the Schematic Design Phase.

e. Administer Project as required to coordinate work with the District and among

Consultants.

f. Develop District standards for facilities and construction, including but not limited to designation of any material, product, thing or service by specific brand or trade name pursuant to Public Contract Code section 3400, subdivision (c).

4. Construction Cost Budget

a. Architect shall have responsibility to further develop, review, and reconcile the

Construction Cost Budget within the parameters of the Construction Budget established by the District for the Project. The estimates forming the basis of the

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Construction Cost Budget are to be based on the developed functional architectural program as approved by the District. The following conditions apply to the Construction Cost Budget prepared by the Architect:

(i) All costs are to be based on current prices, with escalation rate and

duration clearly identified as a separate line item; rate of cost escalation and projected RFQ/P and construction dates are to be approved by the District and its representatives.

(ii) Format shall be in a building systems format (e.g., foundations, substructure, structural system, exterior wall enclosure, window systems, etc.) for new buildings, and summarized by the Construction Specification Institute (“CSI”) categories for buildings being modernized.

(iii) Contingencies for design, procurement of contracts, and construction are to be included as individual line items, with the percentage and base of calculation clearly identified.

(iv) Architect shall include all information and estimates from the District and/or the Construction Manager that are intended to be part of the Construction Cost Budget.

(v) One week prior to submittal of documents, Architect shall submit its proposed Construction Cost Budget to the District and the Construction Manager for review and approval. At that time, Architect shall coordinate with the District and the Construction Manager to further develop, review, and reconcile the Construction Cost Budget.

(vi) Mechanical, electrical, civil, landscape and estimating consultant(s) shall participate in the progress meeting as appropriate and shall provide input and feedback into the development of the Construction Cost Budget.

b. The Construction Cost Budget for the Project must at no point exceed the

District’s Construction Budget for the Project. The accuracy of the Construction Cost Budget shall be the responsibility of the Architect.

5. Presentation

Architect, along with any involved consultant(s), shall present and review with the District and, if directed, with the District’s Governing Board, the summary and detail of work involved in this Phase, including two-dimensional renderings of any proposed facility suitable for public presentation.

6. Deliverables and Numbers of Copies

Architect shall provide to the District a hard copy of the following items produced in this Phase, together with one (1) copy of each item in electronic format:

a. Two (2) copies of the Educational Specifications;

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b. Two (2) copies of the Architectural Program (include comparison between developed program and “model” program, include narrative explaining any substantial deviations);

c. Two(2) copies of the Site Plan;

d. Two (2) copies of the revised Construction Cost Budget;

e. Two (2) copies of the final Schedule of Services;

f. Two (2) copies of the meeting Reports/Minutes from the Kick-off and other

meetings; and

g. Two (2) copies of the renderings provided to District for public presentation.

7. Meetings

During this Phase, Architect shall attend, take part in, and, when indicated, conduct meetings, site visits, and workshops as indicated below in Section J.


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EXHIBIT A Page A - 9 AGREEMENT FOR ARCHITECTURAL SERVICES SCHEMATIC DESIGN PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

D. SCHEMATIC DESIGN PHASE

Upon District’s acceptance of Architect’s work in the previous Phase and assuming District has not delayed or terminated the Agreement, Architect shall prepare for the District’s review a Schematic Design Study, containing the following items as applicable to the Project scope, as follows:

1. Prepare and review with District staff a scope of work list and work plan identifying

specific tasks including, but not limited to: interviews, data collection, analysis, report preparation, planning, architectural programming, concepts and schematic design preparation and estimating that are part of the work of the Project. Also identified will be milestone activities or dates, specific task responsibilities of the Architect, required completion times necessary for the review and approval by the District and by pertinent regulatory agencies and additional definition of deliverables.

2. Review the developed work plan with the District and its representatives to

familiarize them with the proposed tasks and schedule and develop necessary modifications.

3. Architectural

a. Scaled floor plans showing overall dimensions, identifying the various major

areas and their relationship. Include circulation and room-by-room tabulation of all net usable floor areas and a summary of gross floor area. Also, provide typical layouts of major equipment or operational layout.

b. Preliminary building exterior elevations and sections in sufficient detail to

demonstrate design concept indicating location and size of fenestration.

c. As applicable, identify proposed roof system, deck, insulation system, and drainage technique.

d. Identify minimum finish requirements, including ceiling, floors, walls, doors,

windows, and types of hardware.

e. Identify code requirements, include occupancy classification(s) and type of construction.

4. Structural

a. Layout structural systems with dimensions and floor elevations. Identify

structural systems (including pre-cast, structural steel with composite deck, structural steel bar joists) with preliminary sizing identified.

b. Identify foundation systems (including fill requirements, piles, caissons, spread

footings) with preliminary sizing identified.

5. Mechanical

a. Calculate block heating, ventilation, and cooling loads including skin versus internal loading.

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b. Select a minimum of two (2) HVAC systems that appear compatible with loading conditions for subsequent life cycle costing.

c. Show selected system on drawings as follows:

(i) Single line drawing(s) of all mechanical equipment spaces, ductwork and

pipe chases. (ii) Location and preliminary sizing of all major equipment and duct work in

allocated spaces. (iii) Schematic piping. (iv) Temperature control zoning.

d. Provide design criteria to include the intent base of design for the Project.

e. Evaluate and confirm the load requirements of all equipment and systems, the

impact of those on existing facilities, and the requirements to increase these loads to accommodate the increase.

6. Electrical

a. Calculate overall approximate electrical loads.

b. Identify proposed electrical system for service, power, lighting, low voltage and

communication loads, including proposed or planned additional buildings or other facilities on the Project site.

c. Show system(s) selected on drawings as follows:

(i) Single line drawing(s) showing major distribution system. (ii) Location and preliminary sizing of all major electrical systems and

components including:

(A) Load centers. (B) Main panels. (C) Switch gear.

d. Provide design criteria to include the intent base of design for the Project.

e. Evaluate and confirm the load requirements of all equipment and systems, the

impact of those on existing facilities, and the requirements to increase these loads to accommodate the increase.

7. Civil

a. Develop on and off site utility systems such as sewer, water, storm drain,

firewater lines and fire hydrants.

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b. Identify surface improvements including roadways, walkways, parking (with assumed wheel weights), preliminary finish grades and drainage.

c. Coordinate finish floor elevations with architectural site plan.

8. Landscape

Develop and coordinate landscape design concepts entailing analysis of existing conditions, proposed components and how the occupants will use the facility. Include location and description of planting, ground improvements and visual barriers.

9. Specifications

Prepare outline specifications of proposed architectural, structural, mechanical and electrical materials, systems and equipment and their criteria and quality standards. Architect is to use District’s standardized equipment/material list for new construction and modernization in development of the Project design and specifications. Architect shall review and comment on District’s construction bid and/or other delivery method contracts and contract documents (the “Division 0” and “Division 1” documents) as part of its work under the Agreement.


Revise the Construction Cost Budget for the Project. Along with the conditions identified in the preceding Phase, the following conditions apply to the revised Construction Cost Budget:

a. Schematic Estimates: This estimate consists of unit cost applied to the major

items and quantities of work. The unit cost shall reflect the complete direct current cost of work. Complete cost includes labor, material, waste allowance, sales tax and subcontractor's mark-up.

(i) General conditions shall be applied separately. This estimate shall be

prepared by specification section and summarized by the CSI categories.

b. The estimate shall separate the Project's building cost from site and utilities cost. Architect shall submit to the District the cost estimating format for prior review and approval.

c. Escalation: all estimates shall be priced out at current market conditions. The

estimates shall incorporate all adjustments as appropriate, relating to mid-point construction, contingency, and cost index (i.e. Lee Saylor Index).

d. The Construction Cost Budget for the Project must at no point exceed the

District’s Construction Budget. The accuracy of the Construction Cost Budget shall be the responsibility of the Architect.

e. Architect shall submit its proposed Construction Cost Budget to the District and

the Construction Manager for review and approval. At that time, Architect shall coordinate with the District and Construction Manager to further develop, review, and reconcile the Construction Cost Budget.

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f. At the end of this Phase, the Construction Cost Budget may include design

contingencies of no more than ten percent (10%) in the cost estimates.


Architect shall provide to the District a hard copy of the following items produced in this phase, together with one (1) copy of each item in electronic format:

a. Two (2) copies of the breakdown of Construction Cost Budget as prepared for

this Phase; b. Two (2) copies of meeting reports/minutes; c. Two (2) copies of the Schematic Design Package with alternatives; d. Two (2) copies of a statement indicating changes made to the Architectural

Program and Schedule; and e. Two (2) copies of the DSA file, including all correspondence and meeting

notes to date, or notification in writing that Architect has not met or corresponded with DSA.

12. Presentation

a. Architect shall present and review with the District the detailed Schematic

Design.

b. The Schematic Design shall be revised within the accepted program parameters until a final concept within the accepted Construction Cost Budget has been accepted and approved by the District at no additional cost to the District.

13. Meetings



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EXHIBIT A Page A - 13 AGREEMENT FOR ARCHITECTURAL SERVICES DESIGN DEVELOPMENT PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

E. DESIGN DEVELOPMENT PHASE

Upon District’s acceptance of Architect’s work in the previous Phase and assuming District has not delayed or terminated the Agreement, Architect shall prepare from the accepted deliverables from the Schematic Design Phase, the Design Development Phase documents consisting of the following for each proposed system within Architect’s scope of work:

1. Architectural

a. Scaled, dimensioned floor plans with final room locations including all openings.

b. 1/8" scale building sections showing dimensional relationships, materials and

component relationships. c. Exterior elevations of all proposed new buildings, existing buildings to be

renovated and all architectural elements of the Project.

d. Identification of all fixed equipment to be installed in Project. e. Interior finishes identified and located within the rooms of all buildings.

f. Site plan completely drawn with beginning notes and dimensions including

grading and paving.

g. Preliminary development of details and large scale blow-ups.

h. Legend showing all symbols used on drawings.

i. Floor plans identifying all fixed and major movable equipment and furniture.

j. Further refinement of Outline Specifications for architectural, structural, mechanical, electrical, civil and landscape manuals, systems and equipment.

k. Typical reflected ceiling development including ceiling grid and heights for each

ceiling to be used, showing:

(i) Light fixtures.

(ii) Ceiling registers or diffusers.

(iii) Access Panels.

2. Structural

a. Structural drawings with all major members located and sized.

b. Establish final building and floor elevations.

c. Preliminary specifications.

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d. Preliminary calculations for the structural systems including lateral force resistive systems, foundations, and all structural system components.

e. Identify foundation requirement (including fill requirement, piles) with associated

soil pressure, water table and seismic center.

3. Mechanical

a. Heating and cooling load calculations as required and major duct or pipe runs sized to interface with structural.

b. Major mechanical equipment should be scheduled indicating size and capacity.

c. Ductwork and piping should be substantially located and sized. d. Plumbing plans for the Project shall indicate numbers and locations of fixtures

and be in conformance with the code-mandated fixture count requirements of the Project.

e. Devices in ceiling should be located.

f. Legend showing all symbols used on drawings.

g. More developed Outline Specifications indicating quality level and manufacture.

h. Control Systems identified.

i. Further evaluation and confirmation of the load requirements of all equipment

and systems, the impact of those on existing facilities, and the requirements to increase these loads to accommodate the increase.

4. Electrical

a. All lighting fixtures should be located and scheduled showing all types and

quantities of fixtures to be used, including proposed lighting levels for each usable space.

b. All major electrical equipment should be scheduled indicating size and capacity.

c. Complete electrical distribution including a one-line diagram indicating final

location of switchboards, communications, controls (high and low voltage), motor control centers, panels, transformers and emergency generators, if required. Low-voltage system includes fire alarm system, security system, clock and public address system, bell system, voice-data system, and telecom/technology system.

d. Legend showing all symbols used on drawings.

e. More developed and detailed Outline Specifications indicating quality level and

manufacture.

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f. Further evaluation and confirmation of the load requirements of all equipment and systems, the impact of those on existing facilities, and the requirements to increase these loads to accommodate the increase.

5. Civil

a. Further refinement of Schematic Design Phase development of on and off site

utility systems for sewer, electrical, water, storm drain and fire water. Includes, without limitation, pipe sizes, materials, invert elevation location and installation details.

b. Further refinement of Schematic Design Phase roadways, walkways, parking and

storm drainage improvements. Includes details and large scale drawings of curb and gutter, manhole, thrust blocks, paved parking and roadway sections.

6. Landscape

Further refinement of Schematic Design concepts, includes coordination of hardscape, landscape planting, ground cover, and irrigation main distribution lines.

7. Bid and/or Other Delivery Method Documents

Architect shall review and comment on District’s construction bid and/or other delivery method contracts and contract documents (the “Division 0” documents and “Division 1” documents) as part of its work under the Agreement.


a. Revise the Construction Cost Budget for the Project. Along with the conditions

identified in the Agreement and the preceding Phases, the following conditions apply to the revised Construction Cost Budget:

(i) Design Development Estimate: This further revised estimate shall be

prepared by specification section, summarized by CSI category and divided by trade and work item. The estimate shall include individual item unit costs of materials, labor and equipment. Sales tax, Contractor's mark-ups, and general conditions shall be listed separately.

(ii) The Construction Cost Budget for the Project must at no point exceed the


(iii) At this stage of the design, the Construction Cost Budget may include

design contingencies of no more than ten percent (10%) in the cost estimates.

b. Architect shall submit its proposed Construction Cost Budget to the District and

the Construction Manager for review and approval. At that time, the Architect shall coordinate with the District and the Construction Manager to further develop, review, and reconcile the Construction Cost Budget.

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a. Two (2) copies of the Design Development drawing set from all professional

disciplines necessary to deliver the Project;

b. Two (2) copies of the Specifications;

c. Two (2) copies of the revised Construction Cost Budget; and

d. Two (2) copies of the DSA file, including all correspondence and meeting notes to date, or notification in writing that Architect has not met or corresponded with DSA.

The Design Development deliverables shall be revised within the accepted program parameters until a final concept within the accepted Construction Cost Budget has been accepted and approved by the District at no additional cost to the District.

10. Meetings



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EXHIBIT A Page A - 17 AGREEMENT FOR ARCHITECTURAL SERVICES CONSTRUCTION DOCUMENTS PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

F. CONSTRUCTION DOCUMENTS PHASE

Upon District’s acceptance of Architect’s work in the previous Phase and assuming District has not delayed or terminated the Agreement, Architect shall prepare from the accepted deliverables from the Design Development Phase the Construction Documents consisting of the following for each proposed system within Architect’s scope of work:

1. Construction Documents (“CD”) 50% Stage:

a. General

Verify lead times and availability of all Project equipment, materials, and supplies and ensure that all of these will be available to the Contractor in a timely fashion so as not to delay the Project.

b. Architectural

(i) Site plan developed to show building location, all topographical elements

and existing/proposed contour lines. (ii) Elevations (exterior and interior), sections and floor plans corrected to

reflect design development review comments. (iii) Architectural details and large blow-ups started. (iv) Well developed finish, door, and hardware schedules. (v) Site utility plans started. (vi) Fixed equipment details and identification started. (vii) Reflected ceiling plans coordinated with floor plans and mechanical and

electrical systems.

c. Structural

(i) Structural floor plans and sections with detailing well advanced. (ii) Structural footing and foundation plans, floor and roof framing plans with

detailing well advanced. (iii) Completed cover sheet with general notes, symbols and legends.

d. Mechanical

(i) Mechanical calculations virtually completed with all piping and ductwork

sized. (ii) Large scale mechanical details started.

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(iii) Mechanical schedule for equipment substantially developed.

(iv) Complete design of Energy Management System (“EMS”).

e. Electrical

(i) Lighting, power, signal and communication plans showing all switching and controls. Fixture schedule and lighting details development started.

(ii) Distribution information on all power consuming equipment; lighting and

device branch wiring development well started. (iii) All electrical equipment schedules started. (iv) Special system components approximately located on plans. (v) Complete design of low-voltage system. Low-voltage system includes fire

alarm system, security system, clock and public address system, voice-data system, and telecom/technology system.

f. Civil

All site plans, site utilities, parking, walkway, and roadway systems updated to reflect update revisions from Design Development Phase Documents.

g. Landscape

All landscape, hardscape, and irrigation plans updated to reflect update revisions from Design Development Phase Documents.

h. Construction Cost Budget

(i) Revise the Construction Cost Budget for the Project. Along with the

conditions identified in the preceding phases, Architect shall update and refine the Design Development Phase revisions to the Construction Cost Budget. Architect shall provide a Construction Cost Budget sorted by Project Bid and/or other delivery method Packages, if more than one.

(ii) The Construction Cost Budget for the Project must at no point exceed the


(iii) Architect shall submit its proposed Construction Cost Budget to the District

and the Construction Manager for review and approval. At that time, the Architect shall coordinate with the District and the Construction Manager to further develop, review, and reconcile the Construction Cost Budget.

(iv) At this stage of the design, the Construction Cost Budget may include

design contingencies of no more than five percent (5%) in the cost estimates.

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i. Specifications

More than fifty percent (50%) complete development and preparation of technical specifications describing materials, systems and equipment, workmanship, quality and performance criteria required for the construction of the Project.

(i) No part of the specifications shall call for a designated material, product,

thing, or service by specific brand or trade name unless:

(A) The specification is followed by the words "or equal" so that builders and/or respondents may furnish any equal material, product, thing, or service, as required by Public Contract Code, section 3400, or

(B) The designation is allowable by a specific allowable exemption or

exception pursuant to Public Contract Code, section 3400.

(ii) Specifications shall not contain restrictions that will limit competitive bids and/or responses to RFQ/Ps other than those required for maintenance convenience by the District and only with District’s prior approval.

(iii) Specifications shall be in CSI format.

j. Deliverables and Numbers of Copies


(i) Two (2) reproducible copies of working drawings; (ii) Two (2) copies of the Specifications; (iii) Two (2) copies of the statement of requirements for testing and inspection

of service for compliance with Contract Documents and applicable codes; and

(iv) Two (2) copies of a statement indicating any authorized changes made to

the design from the last Phase and the cost impact of each change on the previously approved Construction Cost Budget. If no design changes occur but shifts of costs occur between disciplines, identify for District review.

2. Construction Documents – 100% / Completion Stage:

a. Architectural

(i) Completed site plan. (ii) Completed floor plans, elevations, and sections. (iii) Architectural details and large blow-ups completed.

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(iv) Finish, door, and hardware schedules completed, including all details. (v) Site utility plans completed. (vi) Fixed equipment details and identification completed.

(vii) Reflected ceiling plans completed.

b. Structural

(i) Structural floor plans and sections with detailing completed. (ii) Structural calculations completed.

c. Mechanical

(i) Large scale mechanical details complete. (ii) Mechanical schedules for equipment completed. (iii) Completed electrical schematic for environmental cooling and exhaust

equipment. (iv) Complete energy conservation calculations and report.

d. Electrical

(i) Lighting and power plan showing all switching and controls. Fixture

schedule and lighting details completed. (ii) Distribution information on all power consuming equipment, including

lighting, power, signal and communication device(s) branch wiring completed.

(iii) All electrical equipment schedules completed. (iv) Special system components plans completed. (v) Electrical load calculations completed.

e. Civil

All site plans, site utilities, parking and roadway systems completed.

f. Construction Cost Budget

(i) Revise the Construction Cost Budget for the Project. Along with the

conditions identified in the preceding phases, Architect shall update and refine the fifty percent (50%) Construction Documents Phase revisions to the Construction Cost Budget.

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(ii) The Construction Cost Budget for the Project must at no point exceed the District’s Construction Budget. The accuracy of the Construction Cost Budget shall be the responsibility of the Architect.

(iii) Architect shall submit its proposed Construction Cost Budget to the District

and the Construction Manager for review and approval. At that time, Architect shall coordinate with the District and the Construction Manager to further develop, review, and reconcile the Construction Cost Budget.

(iv) At this stage of the design, the Construction Cost Budget shall not include

any design contingencies in excess of the cost estimates.

g. Specifications

(i) Complete development and preparation of technical specifications describing materials, systems and equipment, workmanship, quality and performance criteria required for the construction of the Project.

(ii) No part of the specifications shall call for a designated material, product,

thing, or service by specific brand or trade name unless:

(A) The specification is followed by the words "or equal" so that builders and/or respondents may furnish any equal material, product, thing, or service, as required by Public Contract Code section 3400, or

(B) The designation is allowable by specific allowable exemptions or

exceptions pursuant to Public Contract Code section 3400.

(iii) Specifications shall not contain restrictions that will limit competitive bids and/or responses to RFQ/Ps other than those required for maintenance convenience by the District and only with District’s prior approval.

(iv) At one hundred percent (100%) review, District shall review the

Specifications and shall direct Architect to make corrections at no cost to the District.

(v) Coordination of the Specifications with specifications developed by other

disciplines. (vi) Specifications shall be in CSI format.

h. Constructability Review

The District and/or its designee, at its sole discretion, shall have the right to conduct a constructability review of the Construction Documents. A report shall be given to the Architect who shall make necessary changes along with providing written comments for each item listed in the report. Conducting a constructability review does not excuse the Architect’s obligation to provide Services that shall comply with professional architectural standards, including the standard of care applicable to architects designing public school facilities and applicable requirements of federal, state, and local law.

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i. Deliverables and Numbers of Copies

Architect shall provide to the District a hard copy of the following items produced in this Phase, together with one (1) copy of each item in electronic format:

(i) Two (2) reproducible copies of working drawings;

(ii) Two (2) copies of the Specifications;

(iii) Two (2) copies of the engineering calculations;

(iv) Two (2) copies of the revised Construction Cost Budgets;

(v) Two (2) copies of a statement of requirements for testing and inspection

of service for compliance with Construction Documents and applicable codes;

(vi) Two (2) copies of the DSA file including all correspondence, meeting,

minutes or reports, back-check comments, checklists to date; and (vii) Two (2) copies of a statement indicating any authorized changes made to

the design from the last Phase and the cost impact of each change on the previously approved Construction Cost Budget. If no design changes occur but shifts of costs occur between disciplines, identify for District review.

3. Construction Documents Final Back-Check Stage:

a. The Construction Documents final back-check stage shall be for the purpose of

the Architect incorporating all regulatory agencies' comments into the drawings, specifications, and estimate. All changes made by the Architect during this stage shall be at no additional cost to the District.

b. The final contract documents delivered to the District upon completion of the

Architect’s work shall be the Bid Set and shall consist of the following:

(i) Drawings: Original tracings of all drawings on Architect’s tracing paper with each Architect/Consultant’s State license stamp.

(ii) Specifications: Original word-processed technical specifications on

reproducible masters in CSI format.

c. Architect shall update and refine the Consultants’ completed Contract Documents.

d. Conclusion of Construction Document Phase requires final stamp-out by DSA.

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4. Meetings



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EXHIBIT A Page A - 24 AGREEMENT FOR ARCHITECTURAL SERVICES CONTRACTOR SELECTION PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

G. CONTRACTOR SELECTION PHASE

Upon District’s acceptance of Architect’s work in the previous Phase and assuming District has not delayed or terminated the Agreement, Architect shall perform Contractor Selection Phase services for District as follows:

1. Contact potential builders and encourage their participation in the Project.

2. Coordinate the development of the procurement procedures and the construction

Contract Documents with the District.

3. The development of the procurement procedures and the construction Contract Documents shall be the joint responsibility of the District and Architect. Nevertheless, Architect will use all due care and diligence to confirm that its plans and specifications and all other information provided by or on behalf of the District to potential builders discloses and publishes any potentially relevant information that could, in any way, have an impact on a Contractor's cost of performance.

4. While the Project is being advertised for bids and/or responses to RFQ/Ps, all

questions concerning intent shall be referred to the District for screening and subsequent processing through Architect.

5. In the event that items requiring interpretation of the drawings or specifications are

discovered during the contractor selection period, those items shall be analyzed by the Architect for decision by the District as to the proper procedure required. Corrective action will be in the form of an addendum prepared by the Architect and issued by the District.

6. Attend bid and/or responses to RFQ/P opening.

7. Coordinate with Consultants.

8. Respond to District and potential builder questions and clarifications.

9. Deliverables and Number of Copies


a. Two (2) copies of the meeting report/minutes from the kick-off meeting;

b. Two (2) copies of the meeting report/minutes from the pre-bid and/or pre-RFQ/P

site walk; and

c. Upon completion of the Contractor Selection Phase, Architect shall produce a Conforming Set of plans and specifications incorporating all addenda issued thus far. Architect shall supply District with two (2) complete, reproducible sets of plans and specifications marked as a Conforming Set.

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EXHIBIT A Page A - 25 AGREEMENT FOR ARCHITECTURAL SERVICES CONSTRUCTION ADMINISTRATION PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

H. CONSTRUCTION ADMINISTRATION PHASE

Upon District’s acceptance of Architect’s work in the previous Phase and assuming District has not delayed or terminated the Agreement, Architect shall perform Construction Administration Phase services for the District as follows:

1. Architect’s responsibility to provide basic services for the Construction Phase under

the Agreement commences with the award of the contract for construction and terminates upon satisfactory performance and completion of all tasks in this phase and commencement of the Closeout Phase or upon the District’s terminating the Agreement, whichever is earlier.

2. Construction Oversight and Project Certification Process (if Project is subject

to DSA jurisdiction)

a. Architect shall ensure that the Project Inspector is approved by the DSA for the Project by submitting the applicable Inspector’s Qualification Record (form DSA 5 or more current version) to and by obtaining approval from the DSA prior to commencement of construction and prior to requesting issuance of project inspections cards (form DSA 152 or more current version).

b. Architect shall request issuance of the proper number of project inspection cards (forms DSA 152 or more current version) by electronically submitting form DSA 102-IC (or more current version) to the DSA after the construction contract has been awarded. Architect shall provide project inspection cards to the Project Inspector prior to commencement of construction.

c. Prior to commencement of construction, Architect shall provide (1) a copy of the DSA approved construction documents and (2) the DSA approved Statement of Structural Tests and Special Inspections (form DSA 103 or more current version) prepared by Architect to the Project Inspector and Laboratory of Record.

d. Architect shall prepare and submit a Contract Information form (form DSA 102 or more current) for all construction contracts.

e. Architect shall maintain such personal contact with the Project as is necessary to assure themselves of compliance, in every material respect, with the DSA-approved construction documents. Personal contact shall include visits to the Project site by the Architect or engineer or their qualified representative to observe construction.

f. Architect shall notify DSA as to the disposition of materials noted on laboratory testing, and/or special inspection, reports as not conforming to the DSA-approved construction documents.

g. Architect shall respond to DSA field trip notes as necessary.

h. Architect shall submit an interim Verified Report (form DSA 6-AE or more current form) to the DSA electronically and a copy to the Project Inspector for each of the applicable nine (9) sections of form DSA 152 prior to the Project Inspector signing off that section of the project inspection card.

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i. Architect shall submit a Statement of Final Actual Project Cost (form DSA 168 or more current form) to the DSA.

j. Architect shall submit Verified Reports (form DSA 6-AE or more current form) to the DSA and to the Project Inspector if any of the following events occur: (1) when construction is sufficiently complete in accordance with the DSA-approved construction documents so that the District can occupy or utilize the Project; (2) work on the Project is suspended for a period of more than one month; (3) the services of the Architect are terminated for any reason prior to completion of the Project; or (4) DSA requests a Verified Report.

3. Change Orders

a. Architect shall review all of Contractor’s change order requests to determine if

those requests are valid and appropriate. Architect shall provide a recommendation to District as to whether the change should be approved, partially approved, returned to the Contractor for clarification, or rejected.

b. Architect shall furnish all necessary Construction Change Documents and

additional drawings for supplementing, clarifying, and/or correcting purposes and for change orders. The District shall request these Construction Change Documents and drawings from the Architect and shall be at no additional cost unless designated as Extra Services by the District. The original tracing(s) and/or drawings and contract wording for change orders shall be submitted to the District for duplication and distribution.

4. Submittals

a. Architect shall review and approve or take other appropriate action upon

Contractor's submittals such as: shop drawings, Project data, samples and Construction Change Documents, but only for the purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.

b. Architect shall review Contractor’s schedule of submittals and advise the District

on whether that schedule is complete. Architect shall provide the District with proposed revisions to this schedule and advise the District on whether the District should approve this schedule.

c. Architect’s action upon Contractor’s submittals shall be taken as expeditiously as

possible so as to cause no unreasonable delay in the construction of the Project or in the work of separate Contractors, while allowing sufficient time in the Architect’s professional judgment to permit adequate review. In no case shall the review period associated with a single, particular submittal exceed twenty-one (21) calendar days from its receipt by the Architect. Architect’s response to each submittal shall be a substantive and acceptable response. This twenty-one (21)-day time period shall not include time when a submittal is within the District’s control or if the submittal is being reviewed by DSA. In no way does this provision reduce Architect’s liability if it fails to prepare acceptable documents.

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5. RFIs. During the course of construction as part of the basic services, Architect must respond to all Requests for Information (“RFI”) as expeditiously as possible so as not to impact and delay the construction progress. In no case shall the review period associated with an RFI exceed seven (7) calendar days from receipt by the Architect. Architect’s response to each RFI shall be a substantive and acceptable response. This seven-day time period shall not include time when a submittal is within the District’s control or if the submittal is being reviewed by DSA. In no way does this provision reduce the Architect’s liability if it fails to prepare acceptable documents. Architect must verify that RFIs are passed through the Project Inspector, if any.

6. Notices of Deficient Work. On the basis of on-site observations, Architect shall

keep the District informed of the progress and the quality of the work, and shall endeavor to guard the District against defects and deficiencies in the work. Architect shall notify the District in writing of any defects or deficiencies in the work by any of the District’s Contractors that Architect may observe. However, Architect shall not be a guarantor of the Contractor's performance.

7. As-Built Drawings. Architect shall review and evaluate for District the

Contractor(s)’ documentation of the actual construction performed during the Project that the Contractor(s) should prepare and submit as As-Builts. As-Builts are documents that show the actual construction performed during the Project, including changes necessitated by Construction Change Documents and change orders, and detailed by the District’s construction Contractor(s) on a Conforming Set.

8. Record Drawings. Architect shall incorporate all information on all As-Builts,

sketches, details, and clarifications, and prepare one (1) set of final Record Drawings for the District. The Record Drawings shall incorporate onto one (1) set of drawings, all changes from all As-Builts, sketches, details, and clarifications, including, without limitation, all requests for information, Construction Change Documents and change orders based upon the construction Contractor’s representations of actual construction. Architect shall deliver the Record Drawings to the District at completion of the construction in a format acceptable to the District, and it shall be a condition precedent to the District’s approval of Architect’s final payment. Architect may insert the following notice on the Record Drawings:

These drawings [or corrected specifications] have been prepared based on information submitted, in part, by others. Architect has provided a review consistent with its legal standard of care.

9. O&M Manuals / Warranties. Architect shall review equipment, operation and maintenance manuals, and a complete set of warranty documents for all equipment and installed systems, to ensure that they meet the requirements of the plans and specifications.

10. Start-up. Architect shall also provide, at the District’s request,

architectural/engineering advice to the District on start-up, break-in, and debugging of facility systems and equipment, and on apparent deficiencies in construction following the acceptance of the Contractor's work.

11. Payment Statements. Recommendations of Payment by Architect constitute

Architect’s representation to the District that work has progressed to the point

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indicated to the best of Architect’s knowledge, information, and belief, and that the quality of the work is in general conformance with the Contract Documents.



a. Two (2) copies of the meeting report/minutes from the kick-off meeting;

b. Two (2) copies of the observation reports; and

c. Two (2) copies of the weekly meeting reports.

13. Meetings



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EXHIBIT A Page A - 29 AGREEMENT FOR ARCHITECTURAL SERVICES CLOSE-OUT PHASE TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

I. CLOSE OUT PHASE

1. As the Construction Administration Phase progresses, Architect shall perform the following Close Out Phase services for the District as required in a timely manner:

a. Architect shall review the Project and observe the construction as required to

determine when the Contractor has completed the construction of the Project and shall prepare punch lists of items that remain in need of correction or completion.

b. Architect shall collect from the Contractor, review, and forward to the District all

written warranties, operation manuals, spare parts, lien waivers, and Certificates of Inspection and Occupancy with Architect’s recommendation as to the adequacy of these items.

c. Architect shall prepare or collect, as applicable, and provide to DSA, all reports

required by DSA related to the design and construction of the Project.

d. Architect shall respond to the DSA “90-day” letter.

e. Architect shall obtain all required DSA approval of all Construction Change Documents and addenda to the Contractor’s contract.

f. Architect shall prepare a set of As-Built Drawings for the Project, as required by

the District.

g. Architect shall review and prepare a package of all warranty and O&M documentation.

h. Architect shall organize electronic files, plans and prepare a Project binder.

i. Architect shall have primary responsibility to coordinate all Services required to

close-out the design and construction of the Project with the District and among Consultants.

2. When the design and construction of the Project is complete, the District shall

prepare and record with the County Recorder a Notice of Completion for the Project.


a. Two (2) copies of punch lists for each site; and

b. Upon completion of the Project, all related Project documents, including As-Builts and Record Drawings. These are the sole property of the District.

4. Meetings

During this phase, Architect shall attend, take part in, and, when indicated, conduct meetings, site visits, and workshops as indicated below in Section J.

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EXHIBIT A Page A - 30 AGREEMENT FOR ARCHITECTURAL SERVICES MEETINGS / SITE VISITS / WORKSHOPS TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

J. MEETINGS / SITE VISITS / WORKSHOPS

1. Architect shall attend, take part in, and, when indicated, conduct meetings, site visits, and workshops as indicated below. Architect shall chair, conduct and take minutes of all coordination meetings with its Consultant(s) during the entire design phase. Architect shall invite the District and/or its representative to participate in these meetings. Architect shall keep a separate log to document design/coordination comments generated in these meetings.

2. General Meeting, Site Visit, and Workshop Requirements

a. Architect shall always be prepared to answer questions and issues from District staff, site staff, potential builders, and/or Contractors, as applicable.

b. Architect shall maintain a log of all meetings, site visits or site observations held

in conjunction with the design and construction of the Project, with documentation of major discussion points, observations, decisions, questions or comments. These shall be furnished to the District and/or its representative for inclusion in the overall Project documentation.

c. As required, Architect shall provide at no additional cost to the District copies of

all documents or other information needed for each meeting, site visit, and workshop.

d. Each meeting may last up to a full day (eight (8) hours) and shall be held at the

District office or at the Project site, unless otherwise indicated.

3. Meetings During Project Initiation Phase One (1) meeting

a. Within the first week following execution of the Agreement, Architect shall participate in one (1) Project kick-off meeting to determine the Project intent, scope, budget and timetable, which shall encompass the following:

(i) Architect, its appropriate consultant(s), and District staff, shall attend the

meeting. (ii) The Project kick-off meeting will introduce key team members from the

District and the Architect to each other, defining roles and responsibilities relative to the Project.

(iii) During this meeting, Architect shall:

(A) Identify and review pertinent information and/or documentation

necessary from the District for the completion of the Project. (B) Review and explain the overall Project goals, general approach,

tasks, work plan and procedures and deliverable products of the Project.

(C) Review and explain the scope of work and Project work plan for all

parties present; determine any adjustments or fine tuning that needs to be made to the work plan.

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(D) Review documentation of the Project kick-off meeting prepared by

the District’s representative and comment prior to distribution.

4. Initial Site Visits Two (2) meetings

a. Architect shall visit the Project site to complete a visual inventory and documentation of the existing conditions.

5. Meetings During Architectural Program Five (5) meetings

a. Architect shall participate in one (1) public community information site meeting

to receive input from the community regarding its wishes and expectations regarding the design of Architect’s work on the Project and the schedule of use of the site during construction.

b. Architect shall conduct one (1) site visit/meeting with the District’s facilities team

to gather information from District facilities team and site personnel and to make a visual presentation regarding the Project.

c. Electrical, civil, mechanical, structural, landscaping, and estimating consultant(s)

shall participate in these meetings as appropriate and shall provide input and feedback into the development of the Construction Cost Budget.

6. Meetings During Schematic Design Phase Five (5) meeting(s))

a. Within the first two weeks following the start of the Schematic Design Phase,

Architect shall conduct Three (3) design workshop[s] with the District’s facilities team and site personnel to complete a basic design framework with Building Information Modeling (BIM). The District may, at its discretion, allow Architect to proceed with this meeting without using BIM. This workshop shall be ongoing and may include several meetings and shall not be concluded until each attendee has indicated his or her acceptance with the Architect’s preliminary design. This workshop shall include the following:

(i) Architect shall designate its team member duties and responsibilities. (ii) Architect and District shall review District goals and expectations. (iii) District shall provide input and requirements. (iv) Architect and District shall review Project scope and budget, including the

Construction Cost Budget and the Construction Budget. (v) Prepare and/or revise the scope of work list and general workplan from the

Pre-Design Phase, for documentation in a computer-generated Project schedule.

(vi) Establish methods to facilitate the communication and coordination efforts

for the Project.

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7. Meetings During Design Development Phase Four (4) meetings

a. At the time designated for completion of the Design Development package, Architect shall conduct One (1) meetings, per package or submittal, with the District to review the following:

(i) Present the Design Development package for review and comment to proceed

with preparation of final plans and specification. (ii) Architect and District shall review Project scope and budget, including the

Construction Cost Budget and the Construction Budget.

b. Value Engineering Workshop Two (2) meetings

(i) Architect shall conduct value engineering workshop(s), as requested by the District, which shall include all of Architect’s Consultants, the District, and the Construction Manager during the Design Development Phase. This workshop shall be ongoing and may include several meetings.

8. Meetings During Construction Documents Phase Three (3) meetings

a. Prior to beginning work on the fifty percent (50%) design package, Architect shall

conduct one (1) meetings, per package or submittal, with the District to revise the Design Development package and receive comments.

b. At the time designated for completion of the fifty percent (50%) submittal

package, Architect shall conduct one (1) meeting, per package or submittal, with the District to review the following:

(i) Present the fifty percent (50%) submittal package for review and comment to

proceed with preparation of final plans and specifications. (ii) Architect and District shall provide further review of Project scope and budget,

including the Construction Cost Budget and the Construction Budget.

c. At the time designated for completion of the one hundred percent (100%) Construction Document package, Architect shall conduct one (1) meeting, per package or submittal, with the District to review the following:

(i) Present the hundred percent (100%) Construction Document package for

review and comment to proceed with preparation of final plans and specifications.

(ii) Architect and District shall provide further review of Project scope and budget,

including the Construction Cost Budget and the Construction Budget.

9. Meetings During Contractor Selection Phase Two (2) meetings

a. Attend and take part in one (1) meeting, per package or submittal, with all potential builders, District staff, and Construction Manager.

TTUSD # 15-37-01


b. Conduct one (1) kick-off meeting with the successful builder, District staff, and Construction Manager to finalize the roles and responsibilities of each party and provide protocols and processes to follow during construction.

10. Meetings During Construction Administration Phase Ninety-Two (92)

meetings, plus weekly Project meetings until entire Project is complete)

a. Architect shall visit the Project site as necessary or when requested, and in no case less than once per week, sufficient to determine that the Project is being constructed in accordance with the plans and specifications, and to resolve discrepancies in the Contract Documents and to monitor the progress of the construction of the Project.

b. Conduct weekly Project meetings with District staff to review with District staff

the progress of the work. This is expected to be ninety-two (92) meetings, per site, but Architect acknowledges that the Project may not be completed in this timeframe and agrees to attend weekly Project meetings, at no additional cost to the District, until the work of the Project is complete.

c. Architect shall ensure that Consultant(s) visit the site in conformance with their

agreement(s) and that Consultant agreement(s) shall reference District requirements for Construction Phase services.

11. Citizens’ Bond Oversight Committee Meetings One (1) meeting.

Architect acknowledges that the design and construction of the Project is subject to oversight by the District’s citizen bond oversight committee. Architect shall, at the District’s direction, attend District citizen bond oversight committee meeting(s) and present the Architect’s design to the District’s citizen bond oversight committee for review.

12. Governing Board Meetings Two (2) meetings

Architect acknowledges that the District’s Governing Board must approve all designs. Architect shall, at the District’s direction, attend District Governing Board meetings and present the Architect’s design to the District’s Governing Board for review and approval.


TTUSD # 15-37-01

EXHIBIT B Page B - 1 AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

EXHIBIT "B"

CRITERIA AND BILLING FOR EXTRA SERVICES

The following Extra Services to the Agreement shall be performed by Architect if needed and if authorized or requested by the District:

A. Making revisions in drawings, specifications, or other documents when such revisions are required by the enactment or revisions of codes, laws, or regulations subsequent to the preparation of the Conforming Set.

B. Providing consultation concerning replacement of work damaged by fire or other cause during construction and furnishing services required in connection with replacement of that work.

C. Providing services made necessary by the default of Contractor(s).

D. In the absence of a final Certificate of Payment or Notice of Completion, providing services more than ninety (90) days after the date of completion of work by Contractor(s) and after Architect has completed all of its obligations and tasks under the Agreement.

E. Providing deliverables or other items in excess of the number indicated in Exhibit “A.” Before preparing, providing, sending, or invoicing for extra deliverables, Architect shall inform the District that expected deliverables may be in excess of the number indicated in Exhibit “A,” so that the District can procure the additional deliverables itself or direct Architect to procure the deliverables at the District’s expense or on the District’s account at a specific vendor.

F. Providing services as directed by the District that are not part of the Basic Services of this Agreement.

G. Providing services as an expert and/or witness for the District in any mediation, arbitration, and/or trial in which the Architect is (1) not a party, and (2) did not in any way cause the dispute that is being adjudicated.

H. The following rates, which include overhead, administrative cost and profit, shall be utilized in arriving at the fee for Extra Services and shall not be changed for the term of the Agreement.

Job Title Hourly Rate Principal In Charge: $235 Project Manager: $235 Snow Design Advisor: $235 Educational Designer: $235 Project Designer: $175 Project Architect: $145 Project Coordination: $145 Clerical: $110

I. The mark-up on any approved reimbursable item of Extra Services shall not exceed five percent (5%).

EXHIBIT C Page C - 1 AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

EXHIBIT "C"

SCHEDULE OF SERVICES

A. Promptly after the execution of this Agreement, Architect shall prepare and submit for approval to the District a Schedule of Services showing the order in which Architect proposes to carry out Architect's Services (“Schedule of Services”). The Schedule of Services shall apply to the completion of all Services listed hereunder within the times established by this Agreement. The Schedule of Services shall be in the form of a progress chart clearly delineating all important increments and review dates. Architect shall update the Schedule of Services on a monthly basis and deliver two (2) copies to the District along with the monthly billing.

B. Architect shall complete Services required under the Development of Architectural Program section within 94 calendar days after written authorization from the District to proceed.

C. Architect shall complete Services required under the Schematic Design Phase within 67 calendar days after written authorization from District to proceed.

D. Architect shall complete Services required under the Design Development Phase within 72 calendar days after receipt of a written authorization from District to proceed.

E. Architect shall complete Services required under Construction Documents Phase within 314 calendar days after written authorization from District to proceed, and as more specifically indicated below. Excluded from this duration is the time associated with the Construction Documents back-check stage.

1. 50% Submittal Package 72 calendar days 2. 100% Submittal Package 60 calendar days 3. Final Contract Documents after Final Back-Check Stage 182 calendar days

F. The durations stated above include the review periods required by the District and all other regulatory agencies.

G. All times to complete tasks set forth in this Exhibit are of the essence, as indicated in the Agreement. If delays in the Schedule of Services are incurred as a result of the District’s inability to comply with requested meeting schedules, Architect shall maintain the right to request an adjustment in the Schedule of Services if deemed necessary to meet the deadlines set forth in this Exhibit. If approved, those extensions shall be authorized in writing by the District.

EXHIBIT D Page D - 1 AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

EXHIBIT "D"

PAYMENT SCHEDULE

A. Compensation

1. The payment of consideration to Architect as provided herein shall be full compensation for all of Architect’s Services incurred in the performance hereof, including, without limitation, all costs for personnel, travel, offices, per diem expenses, printing and shipping of deliverables in the quantities set forth in Exhibit “A,” or any other direct or indirect expenses incident to providing the Services. Except as expressly set forth in the Agreement and Exhibit “B,” there shall be no payment for extra costs or expenses.

2. The total compensation to Architect shall be as stated in Article 6 of the Agreement.

Construction

Fee Rate-%

Architect Fees

Construction Budget $42,864,900 New Construction $16,675,000 First $500,000 $500,000 8.50% $42,500 Next $500,000 $500,000 8.00% $40,000 Next $1,000,000 $1,000,000 7.50% $75,000 Next $4,000,000 $4,000,000 7.00% $280,000 Next $4,000,000 $4,000,000 6.00% $240,000 Excess of $10,000,000 $6,675,000 5.00% $333,750 Modernization $26,189,900 First $500,000 $500,000 11.50% $57,500 Next $500,000 $500,000 11.00% $55,000 Next $1,000,000 $1,000,000 10.50% $105,000 Next $4,000,000 $4,000,000 10.00% $400,000 Next $4,000,000 $4,000,000 9.00% $360,000 Excess of $10,000,000 $16,189,900 8.00% $1,295,192 Total Architect Fee 7.66% $3,283,942


3. District shall pay Architect as follows for all Services contracted for under this Agreement:

PERCENTAGE OF TOTAL FEE PER PHASE Phase Phase Amount Pre-Design/Architectural Program Development Phase 2.5% Schematic Design Phase 10% Design Development Phase 17.5% Construction Documents Phase-Submittal to DSA Approval by DSA

30% 5%

Contractor Selection Phase 2% Construction Administration Phase 23% Close Out Phase 10% Generate Punch List 2% Sign Off On Punch List 2% Receive and Review All M & O Documents 2% Filing All DSA Required Close Out Documents 2% Receiving DSA Close Out, including DSA approval of the final set of Record Drawings 2%

TOTAL BASE COMPENSATION 100%

4. Reimbursables:

a. The total reimbursement to Architect for Reimbursables shall be as stated in Article 6 of the Agreement.

b. The following shall be considered Reimbursables, In no event shall the total

amount paid for Reimbursables exceed the amount stated in Article 6.

Reimbursable Expense Travel

• Round-Trip Travel to or from the District that originates or ends outside the District

• Minimum 120 trips

Communications • Long distance telephone, telegraph, and

facsimile charges • Express and messenger charges • Postage and shipping

Reproduction Costs • Blueprinting • Photocopying • Printing • Binding


B. Method of Payment

1. Invoices shall be on a form approved by the District and are to be submitted in triplicate to the District via the District’s authorized representative.

2. Architect shall submit to District on a monthly basis documentation showing proof that payments were made to its Consultant(s).

3. Architect shall submit to the District for approval a copy of the Architect’s monthly pay request format.

4. Upon receipt and approval of Architect’s invoices, except as provided in subdivision 4.g. herein, the District agrees to make payments of undisputed amounts within thirty (30) days of receipt of the invoice as follows:

a. Pre- Design/Architectural Program Development Phase:

Monthly payments for the percentage of all Services complete up to ninety-five percent (95%) of the fee for the Phase; one hundred percent (100%) payment upon acceptance and approval of the Pre-Design/Architectural Program.

b. For Schematic Design Phase:

Monthly payments for the percentage of all Services complete up to ninety-five percent (95%) of the fee for the Phase; one hundred percent (100%) payment upon acceptance and approval of the Schematic Design Phase by the District.

c. For Design Development Phase:

Monthly payments for the percentage of all Services complete up to ninety-five percent (95%) of the fee for the Phase; one hundred percent (100%) payment upon acceptance and approval of the Design Development Phase by the District.

d. For Construction Documents Phase:

Monthly payments for percentage of all Services complete up to ninety-five percent (95%) of the fee for the phase; one hundred percent (100%) payment upon acceptance and approval of the Construction Documents Phase by the District.

e. For Contractor Selection Phase:

Monthly payments for the percentage of all Services complete up to ninety-five percent (95%) of the fee for the phase; one hundred percent (100%) payment upon the District’s award of the contract.

f. For Construction Administration Phase:


Monthly payments for the percentage of all Services complete up to ninety-five percent (95%) of the fee for the phase; one hundred percent (100%) payment upon the District’s notice of completion.

g. For Close Out:

Lump sum payment no sooner than thirty-five (35) days and no later than forty-five (45) days after completion of all items in this phase.

h. Format and Content of Invoices:

Architect acknowledges that the District requires Architect’s invoices to include detailed explanations of the Services performed. For example, a six hour charge for “RFIs and CORs” is unacceptable and will not be payable. A more detailed explanation, with specificity, is required. This includes a separate entry for each RFI, PCO, CCD and change order. For example, the following descriptions, in addition to complying with all other terms of this Agreement, would be payable. The times indicated below are just placeholders:

Review RFI 23; review plans and specifications for response to same; prepare responses to same and forward to contractor, district, construction manager, and project inspector.

.8 hours

Review COR 8; review scope of same and plans and specifications for appropriateness of same; prepare draft change order and language for same.

.7 hours

Review COR 11; review scope of same and plans and specifications for appropriateness of same; prepare rejection of COR 11 for review by district, CM, IOR.

1.2 hours

EXHIBIT E Page E - 1 AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

EXHIBIT "E"

INSURANCE REQUIREMENTS

A. Architect shall procure prior to commencement of the Services of this Agreement and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services hereunder by the Architect, his agents, representatives, employees and Consultant(s). Architect’s liabilities, including but not limited to Architect’s indemnity obligations, under this Agreement, shall not be deemed limited in any way to the insurance coverage required herein. Maintenance of specified insurance coverage is a material element of this Agreement and Architect’s failure to maintain or renew coverage or to provide evidence of renewal during the term of this Agreement, as required or when requested, may be treated by the District as a material breach of contract.

B. Minimum Scope and Limits of Insurance: Coverage shall be at least as broad as the following scopes and limits:

1. Commercial General Liability. Two million dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other form wit

2. h a general aggregate limit is used, either the general aggregate limit shall apply separately to each project/location or the general aggregate limit shall be twice the required occurrence limit.

3. Commercial Automobile Liability, Any Auto. One million dollars ($1,000,000) per accident for bodily injury and property damage.

4. Workers' Compensation Liability. For all of the Architect’s employees who are

subject to this Agreement and to the extent required by the applicable state or federal law, Architect shall keep in full force and effect, a Workers' Compensation policy. Architect shall provide an endorsement that the insurer waives the right of subrogation against the District and its respective elected officials, officers, employees, agents, representatives, consultants, trustees, and volunteers.

5. Employment Practices Liability. For all of the Architect’s employees who are

subject to this Agreement, Architect shall keep in full force and effect, an Employment Practices Liability policy. That policy shall provide employers’ liability coverage with minimum liability coverage of one million dollars ($1,000,000) per occurrence. Architect shall provide an endorsement that the insurer waives the right of subrogation against the District and its respective elected officials, officers, employees, agents, representatives, consultants, trustees, and volunteers.

6. Professional Liability. This insurance shall cover the prime design professional

and his/her consultant(s) on a Claims Made basis for three million dollars ($3,000,000) aggregate limit subject to no more than ten thousand dollars ($10,000) per claim deductible, coverage to continue through completion of construction plus two (2) years thereafter.


C. The District reserves the right to modify the limits and coverages described herein.

D. Deductibles and Self-Insured Retention: Architect shall inform the District in writing if any deductibles or self-insured retention exceeds ten thousand dollars ($10,000). At the option of the District, either:

1. The District can accept the higher deductible;

2. Architect’s insurer shall reduce or eliminate such deductibles or self-insured retention as respects the District, its officers, officials, employees and volunteers; or

3. Architect shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

E. Other Insurance Provisions: The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

1. The District, its representatives, consultants, trustees, officers, officials, employees, agents, and volunteers (“Additional Insureds”) are to be covered as additional insureds as respects liability arising out of activities performed by or on behalf of the Architect; Instruments of Service and completed operations of the Architect; premises owned, occupied or used by the Architect; or automobiles owned, leased, hired or borrowed by the Architect. The coverage shall contain no special limitations on the scope of protection afforded to the Additional Insureds.

2. For any claims related to the projects, Architect’s insurance coverage shall be

primary insurance as respects the Additional Insureds. Any insurance or self-insurance maintained by the Additional Insureds shall be in excess of Architect’s insurance and shall not contribute with it.

3. Any failure to comply with reporting or other provisions of the policies including

breaches of warranties shall not affect coverage provided to the Additional Insureds.

4. Architect’s insurance shall apply separately to each insured against whom claim is

made or suit is brought, except with respect to the limits of the insurer's liability. 5. Each insurance policy required by this clause shall be endorsed to state that

coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the District.

F. Acceptability of Insurers: Insurance is to be placed with insurers admitted in California with a current A.M. Best's rating of no less than A:VII. Architect shall inform the District in writing if any of its insurer(s) have an A.M. Best’s rating less than A:VII. At the option of the District, the District may either:

1. Accept the lower rating; or

2. Require Architect to procure insurance from another insurer.


G. Verification of Coverage: Architect shall furnish District with:

1. Certificates of insurance showing maintenance of the required insurance coverages; and

2. Original endorsements affecting general liability and automobile liability

coverage. The endorsements are to be signed by a person authorized by that insurer to bind coverages on its behalf. All endorsements are to be received and approved by the District before Services commence.

EXHIBIT G Page G - 2 AGREEMENT FOR ARCHITECTURAL SERVICES TAHOE TRUCKEE UNIFIED SCHOOL DISTRICT

OPTION #2 – EXEMPTION

Pursuant to Public Contract Code sections 2203(c) and (d), a public entity may permit a vendor/financial institution engaged in investment activities in Iran, on a case-by-case basis, to be eligible for, or to bid on, submit a proposal for, or to enter into or to renew, a contract for goods and services. If you have obtained an exemption from the certification requirement under the Iran Contracting Act, please fill out the information below, and attach documentation demonstrating the exemption approval. Vendor Name/Financial Institution (Printed)

Federal ID Number (or n/a)

By (Authorized Signature) Printed Name and Title of Person Signing Date Executed